A small number of paintings with modern settings and figures in modern dress can be identified in the exhibitions of the 1840s. During the 1850s such pictures became far more common, particularly in the wake of the success of William Powell Frith's outdoor crowd scene, Ramsgate Sands, exhibited at the Royal Academy of 1854, and distributed as an Art Union engraving in 1859. This thesis locates those modern life scenes in the broader context of mid-nineteenth century genre painting. Examining the critical debates of the 1840s, it is possible to identify anxieties concerning the appeal and value of genre painting, as an aspect of the political and ideological construction of the bourgeoisie. The expansion of the art-buying and art-viewing public generated critical concern over the status and powers of discrimination of middle-class patrons. Genre painting was thought to present a special danger because it offered viewers sensory stimulation, in the form of visual excitement, untempered by the moral and intellectual qualities of high art. Rather than proceding by compiling a catalogue of modern life paintings this thesis examines in depth a number of pictures produced in the 1850s. It considers, as case studies, two pictures exhibited in 1854: Ramsgate Sands by Frith, and The Awakening Conscience by William Holman Hunt. As a third example a picture by William Maw Egley, Omnibus Life In London, is investigated. This was exhibited at the British Institution, and engraved for the Illustrated London News, in 1859. These case studies develop new frameworks for the analysis of Victorianpaintings. Social and political history is not presented as background, but as integral to the construction and deployment of meaning in the pictures. The analysis draws on psychoanalytic writing and on structuralist theory. It argues that the choice of modern subjects posed particular problems for both artists and audiences. Whether the representations were of private morality and immorality, or of public situations where sexual propriety became an issue, there was an engagement by the paintings with questions of sexuality and its regulation. At the same time the viewing of these genre paintings was, in terms of contemporary critical theory, already a sexualised activity. The thesis looks at the interface between sexuality and vision in the pictures. Developments in portraiture are mapped on to changing attitudes to genre subjects in a discussion of the relationship between realism and the narrative qualities of painting in the mid-nineteenth century.